Definitive Additional Materials


Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934

Filed by the Registrant     x

Filed by a Party other than the Registrant     ¨

Check the appropriate box:


¨   Preliminary Proxy Statement


¨   Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))


¨   Definitive Proxy Statement


x   Definitive Additional Materials


¨   Soliciting Material Pursuant to §240.14a-12

Sun Microsystems, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):


x   No fee required.


¨   Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.


  (1)   Title of each class of securities to which transaction applies:


  (2)   Aggregate number of securities to which transaction applies:


  (3)   Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined):


  (4)   Proposed maximum aggregate value of transaction:


  (5)   Total fee paid:


¨   Fee paid previously with preliminary materials:


¨   Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.


  (1)   Amount Previously Paid:


  (2)   Form, Schedule or Registration Statement No.:


  (3)   Filing Party:


  (4)   Date Filed:





Important Notice Regarding the Availability of Proxy Materials for the

Sun Microsystems, Inc. 2007 Annual Meeting of Stockholders to be Held on November 8, 2007

Under new Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the annual meeting are available on the Internet. Follow the instructions below to view the materials and vote online or request printed copies. The items to be voted on and directions to the annual meeting are provided on the reverse side of this notice. Your vote is important!

This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. The annual report and proxy statement are available at:




Easy Online Access — A Convenient Way to View Proxy Materials and Vote!


If you have access to the Internet, you can complete the process in a few easy steps:

   Step 1: Go to
   Step 2: Click the View buttons to view our proxy materials.
   Step 3: Follow the instructions on the screen to log in.
   Step 4: Make your selection as instructed on each screen to select delivery preferences and Vote.

When you go online, you can also help the environment by consenting to receive electronic delivery of future materials.



The Sun Microsystems, Inc. 2007 Annual Meeting of Stockholders will be held on Thursday, November 8, 2007 at 10:00 AM Pacific Time.

Proposals to be voted on at the meeting are listed below along with the Board of Directors’ recommendations.

The Board of Directors recommends that you vote FOR the following proposals:


1.    Election of ten (10) members to the Board of Directors:
   Scott G. McNealy    Michael E. Marks
   James L. Barksdale    Patricia E. Mitchell
   Stephen M. Bennett    M. Kenneth Oshman
   Peter L.S. Currie    P. Anthony Ridder
   Robert J. Finocchio, Jr.    Jonathan I. Schwartz
2.    Ratification of the appointment of Ernst & Young LLP as Sun’s independent registered public accounting firm for the fiscal year ending June 30, 2008.
3.    Approval of Sun’s 2007 Omnibus Incentive Plan.
4.    Approval of amendment to Sun’s Amended and Restated Certificate of Incorporation to effect a one-for-four reverse stock split of common stock.

The Board of Directors recommends that you vote AGAINST the following proposals:

5.    Consideration of a stockholder proposal, if properly presented at the meeting, regarding advisory vote on compensation.

6.    Consideration of a stockholder proposal, if properly presented at the meeting, regarding simple majority vote.



LOGO    Obtaining a Copy of the Proxy Materials — If you want to receive a paper or e-mail copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed below on or before October 29, 2007 to facilitate timely delivery.
   Here’s how to order a copy of the proxy materials:
   PLEASE NOTE: You must use the numbers in the shaded bar on the reverse side when requesting a copy of the proxy materials.

•        Telephone – Call us free of charge at 1-866-641-4276 in the US, Canada or Puerto Rico using a touch-tone phone and follow the instructions. From Outside the US, Canada or Puerto Rico call 781-575-2300.


•        Internet – Go to and follow the instructions.


•        Email – Send an email message with “Proxy Materials Order” Materials Order” in the Subject field and your name, address and the three numbers that appear in the shaded bar on the reverse side of this notice to